BARR LABORATORIES INC
8-K, 1995-02-22
PHARMACEUTICAL PREPARATIONS
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              SECURITIES AND EXCHANGE COMMISSION
                               
                    Washington, D. C. 20549
                               
                           FORM 8-K
                               
                        CURRENT REPORT
                               
                               
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
                            of 1934

              Date of Report    February 22, 1995


                    BARR LABORATORIES, INC.
    (Exact name of registrant as specified in its charter)
                               
                               
                               
                               
                               
    New York                      1-9860            22-1927534
                               
(State or other jurisdiction    (Commission       (IRS Employer
     of  incorporation)         File Number)    Identification No.)




Two Quaker Road, P.O. Box 2900, Pomona, New York       10970-0519

(Address of principal executive offices)               (Zip code)


                        (914) 362-1100

     (Registrant's telephone number, including area code)
<PAGE>

      


                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               

Item 5. Other Events

On  February 17, 1995, the Registrant completed the conversion
of  the entire $10 million principal amount of all outstanding
10.05% Convertible Subordinated Notes to 510,358 common shares
of  Barr  Laboratories  stock. The  noteholders  informed  the
Registrant that the shares, received for the conversion,  were
privately placed.




Item 7. Financial Statements, and Exhibits

      (c) Exhibits

     1. Registrant's February 13, 1995 press release
announcing that its noteholders had elected to convert the
entire $10 million principal amount of all outstanding 10.05%
Convertible Subordinated Notes to common shares of Barr
Laboratories stock.
<PAGE>




                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               
                               
                          SIGNATURES
                               
                               
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.


                    BARR LABORATORIES, INC.
                               
                               
                               
                               








Date:  February 22, 1995     /S/ Paul M. Bisaro
                             Paul M. Bisaro
                             Vice President, Chief Financial
                             Officer,General Counsel and Corporate
                             Secretary
<PAGE>
      

                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               
                         EXHIBIT INDEX


The following exhibit is filed with this Report:


Exhibit No.                       Description


    99    Registrant's press release dated February 13, 1995.

[ARTICLE] 5
Barr Laboratories, Inc.
2 Quaker Road, P.O. Box 2900
NEWS RELEASE
Pomona, NY 10970
914-362-1100

CONTACT: Charles M. Mayr,  914-348-8050


Barr Laboratories Announces Conversion of Debt to Common Stock

Pomona,  New  York,  February 13, 1995.....Barr  Laboratories,
Inc.  (AMEX-BRL)  today announced that  its  noteholders  have
elected to convert the entire $10 million principal amount  of
all  outstanding  10.05%  Convertible  Subordinated  Notes  to
common  shares  of Barr Laboratories stock.   The  noteholders
will  receive approximately 510,000 shares.  Barr expects that
the  transaction  will  be completed  within  ten  days.   The
noteholders  have  informed  the  Company  that  the   shares,
received  for  the conversion, are expected  to  be  privately
placed.

Although the Convertible Subordinated Notes were due June  28,
2001,  Barr elected to prepay the debt so that the noteholders
had  the  option  of  taking common stock or  a  cash  payment
equivalent  to  $10  million  plus  a  make-whole  amount   of
approximately $750,000.

Barr  Laboratories,  Inc. is a leading independent  developer,
manufacturer   and   marketer   of   high   quality    generic
pharmaceuticals.  The Company manufactures and  distributes  a
wide  range  of generic prescription drug products in  various
dosage forms and strengths.  Barr's administrative offices and
research   and  development,  manufacturing  and  distribution
facilities are located in Blauvelt and Pomona, New  York,  and
Northvale, New Jersey.


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